ITV plc Annual Report and Accounts for the year ended 31 December 2017 ITV delivers strong operational performance in an uncertain economic environment ITV plc Annual Report and Accounts for the year ended 31 December 2017 WorldReginfo - f9b37c99-cad9-4c55-8ea5-1ea728d3a0b8 We are an integrated producer broadcaster, creating, owning and distributing high-quality content on multiple platforms. Contents Strategic Report 2017 Highlights 2 Provides a comprehensive ITV at a Glance 4 review of ITV’s business Chairman’s Statement 6 and strategy. Investor Proposition 8 Market Review 10 Chief Executive’s Report 14 Our Strategy and Business Model 18 Corporate Responsibility 20 Operating and Performance Review 22 Alternative Performance Measures 34 Key Performance Indicators 36 Finance Review 40 Risks and Uncertainties 50 Governance Chairman’s Governance Statement 60 Presents a clear view Board of Directors 62 of ITV’s governance. Management Board 64 Corporate Governance 66 Audit and Risk Committee Report 72 Remuneration Report 82 Directors’ Report 98 Financial Statements Financial Statements 107 ITV’s audited financial Independent Auditor’s Report 108 statements for the year Primary Statements 114 ended 31 December 2017. ITV plc Company Financial Statements 179 Corporate website We maintain a corporate website at www.itvplc.com containing our Additional Information Glossary 194 financial results and a wide range of information of interest to institutional and private investors. Strategic Report The Strategic Report explains in detail how we have performed this year and sets out a fair review of the business, a balanced and comprehensive analysis of our performance, the use of key performance indicators to explain the progress we have made, a description of the principal risks and uncertainties facing the Company, and an indication of potential future developments. The Strategic Report is prepared in line with the relevant provisions of the Companies Act 2006 and the Company has had regard to the guidance issued by the Financial Reporting Council. It is intended to provide shareholders with a better understanding of the Company, of its position in the markets within which it operates, and of its prospects. In setting out the Company’s main risks and uncertainties, an indication of potential future developments, and in other content, this report and accounts contains statements that are based on knowledge and information available at the date of preparation of the Strategic Report, and what are believed to be reasonable judgements, and therefore cannot be considered as indications of likelihood or certainty. A wide range of factors may cause the actual outcomes and results to differ materially from those contained within, or implied by, these various forward-looking statements. None of these statements should be construed as a profit forecast. Liar Contents page: : The Voice UK Front cover WorldReginfo - f9b37c99-cad9-4c55-8ea5-1ea728d3a0b8 Contents Strategic Report Strategic Chairman’s Business See 18 Statement model page See page 6 Finance Chief Executive’s Review Report Governance See page 40 See page 14 How we Statements Financial Key manage risk e – business fenc divi de sio f ns o , G es r Our performance in o l u e p e f r Management u See page 50 h n Read more content within T c : and Divisional t e io c Boards n n s a this report , r I n in 2017 u t s e s r A n a d l n A a u The Board d n Read more content online See page 22 i o t i t a r e Operational Audit p O Risk Steering and Risk Group Committee Key financial highlights Group external revenue1 Non-NAR revenue2 Adjusted EBITA3 £3,132m (+2%) £2,066m (+11%) £842m (-5%) (2016: £3,064m) (2016: £1,855m) (2016: £885m) information Additional Adjusted EPS Statutory EPS Dividend per share p (ordinary) 16.0p (-6%) 10.2p (-9%) 7.8p (+8%) (2016: 17.0p) (2016: 11.2p) (2016: 7.2p) Notes Alternative Performance Measures: We use both statutory and adjusted measures in our Strategic Report, the latter of which, in management’s view, reflects the underlying performance of the business and provides a more meaningful comparison of how the business is managed and measured day-to-day. A full reconciliation between our reported and adjusted results is provided in our Alternative Performance Measures definitions on pages 34 and 35. Our KPIs are set out on pages 36 to 39. 1. The Strategic Report also refers to total revenue, which includes all ITV revenue, both internal and external. 2. Non-Net Advertising Revenue (Non-NAR) includes all ITV revenue, both internal and external, except Net Advertising Revenue (NAR). 3. EBITA before exceptional items has been adjusted to reflect the inclusion of production tax credits (‘adjusted EBITA’). Statutory EBITA is £810 million (2016: £857 million) and statutory profit before tax is £500 million (2016: £553 million). 1 WorldReginfo - f9b37c99-cad9-4c55-8ea5-1ea728d3a0b8 Strategic Report 2017 ITV delivered another strong performance Highlights in 2017 as we continued to strengthen, rebalance and grow the business. 62 ITV formats sold in 2017 66% of ITV original I’m A Celebrity... commissions Get Me Out Of Here! supplied by The 17th series averaged 10 million ITV Studios viewers and a 38% share. It was the most watched series for 16–34s on any channel in 2017, with 2.5 million viewers 239 and a 54% share. new commissions & 240 recommissions Cold Feet returned for a second series, averaging 5.1 million viewers and a 21% share. It has been recommissioned for a third series. Broadchurch was the most watched drama in 2017. It averaged 10.7 million viewers and a 36% share, over a million more viewers than the previous two series. The Chase goes from strength to strength with an average Good Morning Britain achieved a 19% share of viewing in 3.2 million viewers and a 25% share in 2017. The format was sold 2017, which was its highest ever share since it launched in 2010. to four countries in 2017. 2 ITV plc Annual Report and Accounts 2017 WorldReginfo - f9b37c99-cad9-4c55-8ea5-1ea728d3a0b8 2017 Highlights Strategic Report Strategic American Dad, Family Guy and The Cleveland Show continue to perform well on ITV2, attracting a combined average Governance share of 11% of 16–34s in 2017. Love Island averaged 2.5 million viewers, with a 34% share of 16–34s and 43% of 16–24s. It had the biggest 16-24 audience of all digital channels in 2017. 21.7% share of viewing for the ITV Family, up from 21.3% Financial Statements in 2016 +17% Coronation Street remains the most watched increase in ITV2’s 16–34s soap in the UK. It averaged 7.6 million viewers in 2017 and a 35% share, which was up one share share of commercial point year-on-year. impacts Additional information The Voice launched on ITV in 2017 and +34% averaged 5.6 million viewers and a 24% share, with a 29% share for 16–34s. The Voice format increase in has been sold to 65 counties. long-form video requests In 2017 99% of all commercial audiences over 5 million were on ITV 3 WorldReginfo - f9b37c99-cad9-4c55-8ea5-1ea728d3a0b8 Strategic Report ITV at ITV, as an integrated producer broadcaster, a glance creates, owns and distributes high-quality content on multiple platforms globally. We operate the largest Broadcast & commercial family of channels Online 47.6 % in the UK and deliver our content through linear television largest share broadcasting as well as on of the UK TV advertising market demand via the ITV Hub and across other platforms globally. ITV broadcasts a wide variety of content on its family of free-to-air channels. 21.7% Our investment in programming is primarily funded by television advertising share of viewing revenue. ITV has the largest share of for the ITV Family in 2017 the UK television advertising market, with a share of broadcast (SOB) of 47.6% in 2017. We sell all of our key demographics across 13 regional licences. 21m registered users of the ITV Hub ITV Studios We have built significant + hrs scale in key creative markets 8,400 around the world, creating of original content produced and producing programmes and delivered in 2017 and formats that return and travel, namely drama, entertainment and factual + entertainment. 50 labels ITV Studios creates and produces content in the UK and internationally, in 11 different countries supplying while our distribution business, over 200 channels Global Entertainment, sells finished programmes and formats worldwide. 62 ITV formats sold in 2017 4 ITV plc Annual Report and Accounts 2017 WorldReginfo - f9b37c99-cad9-4c55-8ea5-1ea728d3a0b8 ITV at a glance ITV total revenue ITV adjusted EBITA Report Strategic (inc. internal revenue) Broadcast & Online £2,075m Broadcast & Online £599m ITV Studios £1,582m ITV Studios £243m The family of channels attracted a In addition to linear broadcast, ITV delivers ITV has the ITV Hub+ which is a total share of viewing (SOV) of 21.7% its content across multiple platforms. Subscription Video on Demand (SVOD) in 2017, the largest audience of any This is either through our over-the-top service where subscribers have access UK commercial broadcaster. Our main (OTT) service the ITV Hub, available on 29 to advertising free content and the channel is the largest commercial channel platforms including ITV’s website (itv.com), ability to download catch up content. in the UK, delivering 99% of all commercial pay providers such as Virgin and Sky and audiences over five million. through direct content deals with services We have partnered with the BBC to Governance such as Amazon, Apple and Netflix. launch a new SVOD service, ‘BritBox’, in the US and Canada.